Finance Department. Sri H K Dwivedi,IAS, Principal Secretary Sri P Yadav,IAS, Secretary

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1 MINUTES AND DECISION POINTS OF PRE-BID MEETING ON EMPANELMENT (2015) OF TRANSACTION ADVISORS FOR PPP PROJECTS Held in Conference Hall, 12 th Floor, Nabanna, Howrah on 17 th August, 2015 FINANCE DEPARTMENT, GOVT. OF WEST BENGAL Present: Finance Department Sri H K Dwivedi,IAS, Principal Secretary Sri P Yadav,IAS, Secretary PPP Cell, Finance Department Sri J Das, PPP Expert Sri A K Ghosh, Financial Expert 1.. P Bose, Vice President, E & Y 2. T Roy, Advisor, E & Y 3. A Sen, SA, CBREConsulting 4. A Das, Senior Analyst, IPE Global 5. P Sarkar, Consultant, Knight Frank 6. K Halder, Manager, Yes Bank 7. S Ghosh, AD, KPMG 8. D Sarkar, SM, IL&FS IDC Transaction Advisors 9. A Bera, Manager, IL&FS IDC 10. A Verma, Associate Director, PwC 11. P Sharma, Associate Director, PwC 12. T Sanyal, Director, PwC 13. A K Mahapatra, Head Infa. Advsr, SREI 14. S Maitra, National Director,JLL 15. S Mitra, Chief Manager, SREI Principal Secretary welcomed all to the meeting and expressed the need for setting up the new panel of Transaction Advisors (TAs) on completion of the term of earlier panel. He then requested the present transaction Advisors to discuss any major issues. The issues highlighted were all covered in their written representations submitted and they are discussed below firm wise. On the basis of the discussions held in the meeting following major decisions were taken on concerned issue by the authority; 1 The details of respective sectors mentioned under Clause are only indicative & TAs may submit relevant projects as available. However, Township projects will be grouped under Urban (Municipal) infrastructure Natural Gas will be grouped under Power Sector Housing/commercial development projects will be placed under Urban (Municipal) infrastructure Railway projects, barring mono rails, will be central PPPs. Monorail project will be grouped under Urban (Municipal) Development Inland Container Depots will appear under Physical Infrastructure 2 Transaction Advisory services provided to private parties will qualify for consideration provided the concerned infrastructure projects are undertaken in PPPformat with a public sector.

2 Pure advisory services in private sector will not be relevant for PPP Projects 3 Wherever the deliverables are separate and the Transaction Advisory services and Technical prefeasibility are clear separate deliverables, as per Project work Order/deliverables, the citation may be included both in A-l & A-2 of TAs can provide 5 CVs for general experts i.e Legal, Financial, t~... r.~, ~.... PPP design, l,.! d~. : ~t i"f.j,,.,,...a~~t '{.l:~ Engineering person with expertise in design & project estimate preparation using PWD schedule Project manager 6 CVs for domain experts in each of the sector A CV of a resource person with multi-sectoral exposure can be proposed in multiple sectors, provided the expertise can be established from citations of project deployment (this may be verified by FD) 5 In case certificates from statutory or independent auditors are not available in respect of sectoral activities, certificates from Director/Partner/CEO/MD of the company or firm may be used 6 On going projects may be allowed provided they are alive and a certificate is obtained to that effect from the client or from Director/Partner/CEO/MD of the company /firm 7 Processing fee will be same irrespective of no. of sectoral applications. It will be non-refundable and remain unchanged 8 Generally completion certificate from the client will be needed. However, where certificates are not available Award letters may be used, provided the projects are alive. Alternatively, Final invoice and payment receipt may also be used 9 No. of firms in a panel will remain 6 only 10 There will be no change in marking/bid evaluation proposed in the RfP. There will be no change in minimum advisory turnover or the sectoral qualification turnover The minimum qualifying marks for empanelment will be 60 (instead of earlier 70),however, if more than 6 firms get more than qualifying marks of 60, top ranked 6 firms-in order of marks obtained- will be empanelled 11 PPP Projects undertaken within last 7 financial years will be considered for evaluation under A-l & A-2 of For Legal expert alone, the specialist may be from a consortium firm/independent professional. However, the financials of the consortium partner will not be considered for financial evaluation 13 The timeline for proposal submission is extended to 3-00 p.m on 31 st August, The CVs submitted with the proposals for Evaluation will be handed over to the departments. Any change in resources will be allowed only if the resource has quit the company/ or medical exigency. Hence, only those CVs may be submitted for evaluation where resources will actually be available for deployment The meeting ended with vote of thanks. Principal Secretary

3 Annexure -I Clarifications as sought by individual firms are given herewith; Ernst & Young SI. no Reference Submission Clarification 1 Invitation for Projects such as airports, ports, ICD, bus Refer decision point-l proposal (1.1.5) terminus, railways can be included in category - I 2 Empanelment criteria (3.1) 3 Criteria for evaluation A-2) (A-l, 4 Criteria for evaluation (A-3) 5 Criteria for evaluation A-4 6&7 Financial competence of firm (B-1 page- 20) & Appendix -7 8 Appendix -4 9 Proposal Data 10 SREI sheet (a) read with A-l & A-2 If PPP transactions in which services were Refer decision point -2 provided to private parties will be accepted If scope includes transaction advisory and Refer decision point-3 preparation of technical pre-feasibility report, will both qualify If project experience will be of general Yes infrastructure advisory including PPP and utilised across categories Le physical infrastructure, urban infrastructure, will it qualify Specify min. no of CVs. Whether an expert with multi-sectoral exposure can be proposed Refer decision point-4 Financial statements for sectoral activities are Refer decision point -5 difficult to collate. Such apportionment for multi-sectoral activities is also subjective. Ongoing projects may also be considered Refer decision point-6 along with completed projects Proposal due date may be extended upto 3 Refer decision point-13 weeks Processing fee of Rs. 21akh appears to be high Refer decision point-7 No. of TA firms may be increased to 10 per Refer decision point-9 sector following Gol panel Projects undertaken for last 10 years may be Refer decision point-ll considered. Qualifying sectoral turnover may be reduced Refer decision point-l0 from 3 Cr to 1.5 Cr Marking slabs may be revised with maximum marks for turnover beyond 8 Cr in place of 20 Cr Minimum total advisory turnover may be reduced to 50 Cr Marking slabs may be revised with maximum marks for turnover beyond 200 Cr in place of 1000 Cr.

4 4 Clause- S Evaluation criteria are subjective. Client Refer decision point-4 Criteria for citation may be dropped. No of personnel may evaluation be specified. Key person requirement may be iterated Annulment of selection process may be Such annulment is only KPMG obviated in case the highest ranked selected an extreme possibility TA is found guilty of misrepresentation and may be resorted to in case most of the selected guilty. ignored TAs are found The observation How Port, Airport etc, Township, Natural Gas, Refer decision point-l Railways etc will be grouped Ongoing projects may be allowed alongwith Refer decision point-6 completed projects Processing fees may be made refundable Refer decision point In case single Power of Attorney is applicable, Allowed Appendix-2 whether Xerox copies of same may be used in sectoral applications A-l & A2 In case projects includes both activities of Refer decision point-3 Transaction Advisory and preparation of techno pre-feasibility reports both may be allowed to qualify separately A-3 Whether experience of providing PPP advisory May be allowed in West Bengal for CPSUsbe allowed A-4 How many CVs to be showcased? Refer decision point-4 Can CVs of independent expert be included Yes, provided they will be available for actual deployment Can legal consortium be allowed since the firm Refer decision point-12 is not authorised to carry out legal advisory 8 5.2, B-1 Sectoral revenue break-up is not available Refer decision point Can letter of award be allowed where Refer decision point-8 completion certificates are not available 10 Appendix-l Investigation against the firm. Who are Both the Board of responsible? Directors and the. individual Directors or partners will be responsible 11 Appendix - 6 Format for declaration as regard barring of the No such format. The firms forwarding letter (Appendix - 1) itself covers the declaration 12 Uniform Contract document for use by all the We may consider same departments in the long run 13 Guideline for project closure, payment terms We may consider same Almondz Infrastructure and appeal mechanism in the long run Total minimum sectoral advisory turnover Refer decision point-la may be reduced from 100 cr to 10 Cr.

5 Resurgent India 1, Advisory to pvt. Firm/financial advisory to be Refer decision point-2 &7 included 3&4 Sectoral turnover may be modified Refer decision point-lo 5&6 5.2 A1- & A-2 Marking system for projects with maximum Refer decision point-10 for 15 projects from 20 projects (TA services) and 5 projects from 7 projects (Pre-feasibility) 8&9 5.2 A-3 & B-2 Marking system may be revised from 8 Refer decision point-10 projects to 5 projects and turnover from 1000 cr to 20 Cr Proposal submission time may be extended by Refer decision point - PwC 15 days A-1 Extension of time lime to 7 years for TA Refer decision point-ll services PPP projects with multinational institutions May be allowed so long and pvt sectors to be allowed as they are PPP Projects A-4 Min. no of CVs required Refer decision point B-1 Revised marking system with max. and min. Refer decision point-10 Turnover at 100 Cr and 25 Cr Certificate of completion are not available Refer decision point - 8 readily and work orders may be allowed Extension of proposal due date by 2 weeks Refer decision point Housing & commercial development may be Refer decision point-1 included within Urban (Municipal) CBRE Infrastructure Marking for projects may be revised with max. Refer decision point-10 Marks for 10 projects Consortiums may be allowed Refer decision point Ongoing projects may be included Refer decision point-6 3 Turnover criteria for sectoral & total turnover Refer decision point-10 may be revised downwards (a) Qualifying time limit for projects to. be Refer decision point-ll extended to 10 years (b) Bid process management may be included in It is already included the Transaction Advisory (refer Clause 10) Processing fee may be reduced Refer decision point-7 7 Note -2 Work Orders, CA certificates may be allowed Refer decision point-8 IPE Global alongwith Completion certificate Project cost criteria may be reduced to 15 Cr. Refer decision point-10 Whether 25 Cr. means the total project cost Yes and not the assignment value Documents needed to show sectoral income Refer decision point -5 of Rs. 3 Cr Marking system to be revised for projects Refer decision point - from 20 to

6 4 5.2 Minimum no. of CVs Refer decision point -4 5 Section- 8 Will the processing fee be same irrespective of Refer decision point-7 no. of sectoral applications 6&7 Financial Financial year may be treated to be in Allowed competence of place of the firm 8 Extension of time limit by 3 weeks Refer decision point - 13

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